The Capital Markets (Real Estate Investment Trusts) (Collective Investment Schemes) Regulations

AI-assisted research summary: These Regulations may be cited as the Capital Markets (Real Estate Investment Trusts) (Collective Investment Scheme) Regulations.

AI-assisted research summary: 'Invests' is defined as subscribing for an issue of REIT securities or acquiring REIT securities in a secondary market.

AI-assisted research summary: Objective: the provision of buy to let housing.

AI-assisted research summary: States the objective of an I-REIT is the acquisition, for long-term investment, of income-generating eligible real estate and eligible investments including housing, commercial and other real estate.

AI-assisted research summary: D-REITs and I-REITs are prohibited from providing mortgages or any form of lending; a D-REIT that provided finance and later converts to an I-REIT may continue to hold those loan or mortgage assets but must not make additional lending or provide further mortgages.

AI-assisted research summary: A reference in these Regulations to a REIT, REIT scheme, D-REIT or I-REIT that imposes a restriction, obligation, requirement, empowerment or authorization on the REIT must include a reference to the trustee and, where context permits, to the REIT manager.

AI-assisted research summary: Section 3 declares the scheme to be an authorized scheme described as "a real estate investment trust scheme;".

AI-assisted research summary: Promoters or persons proposing to vest, sell, assign or transfer real estate to a real estate investment trust who are regulated by another body must obtain that body's consent before applying to the Capital Markets Authority for authorization as a real estate investment trust scheme.

AI-assisted research summary: A real estate investment trust is to be structured as an unincorporated common law trust divided into units.

AI-assisted research summary: The trust deed must state the trust's term (not exceeding the maximum period under the law relating to perpetuities or any other written law), and a real estate investment trust scheme must not continue beyond that term.

AI-assisted research summary: A trustee may enter into borrowing arrangements to fulfil the trust's objectives and may pledge or give security over the scheme's assets to secure such borrowing; assets are to be held in the name and under the control of the trustee for the benefit of REIT securities holders and only be invested in eligible investments as specified.

AI-assisted research summary: A real estate investment trust scheme may be structured as a D-REIT or an I-REIT under these Regulations.

AI-assisted research summary: Scheme documents must state holders' entitlement to require the trustee to redeem REIT units and set out redemption procedure, limits and valuation/pricing.

AI-assisted research summary: A person must not offer or issue REIT securities to any person unless the offer or issue complies with these Regulations.

AI-assisted research summary: A person must not issue REIT securities or issue them in connection with a REIT scheme unless they apply to and obtain authorization from the Capital Markets Authority.

AI-assisted research summary: A promoter and the trustee must submit a joint application in Form I to the Capital Markets Authority for authorization of a real estate investment trust scheme.

AI-assisted research summary: Section 17 lists documents required for an application and states that the Authority may require the applicant to provide additional information or documentation.

AI-assisted research summary: The Capital Markets Authority may authorize a real estate investment trust scheme and issue an authorization certificate, and may impose conditions when authorizing a scheme.

AI-assisted research summary: Scheme provisions that exempt a REIT manager, trustee or auditor from liability for failure to exercise due care and diligence are void; however, a trustee undertaking borrowing may limit its liability for that borrowing to the assets of the fund.

AI-assisted research summary: The Capital Markets Authority may revoke an authorization for a real estate investment trust (REIT) scheme for specified reasons and must consider various matters when revoking; it must notify the trustee and REIT manager and give them an opportunity to be heard.

AI-assisted research summary: The Authority must apply to the Court to appoint someone to wind up a REIT scheme if it revokes an authorisation under regulation 20.

AI-assisted research summary: Trustee must apply to the Capital Markets Authority to terminate a REIT scheme when it initiates revocation of an authorization; the trustee must submit a winding-up plan with the application; the Authority must approve the plan if satisfied that REIT security holders' interests are protected.

AI-assisted research summary: Trustee, REIT manager or REIT securities holder may apply to Court to wind up an authorized REIT scheme; before applying the trustee or REIT manager must give the Authority and REIT security holders notice of the application and grounds; the Authority, trustee, REIT manager and REIT securities holders are entitled to be heard by the Court.

AI-assisted research summary: Section 24 restricts entering into, underwriting, offering or issuing REIT securities except in accordance with the Act and these Regulations; prospectuses/offering memoranda must contain the information in the Fourth Schedule and be approved by the Authority; agents must be licensed and promoters must comply with the Act and Regulations; offers to promoters or connected persons and certain transfers are restricted.

AI-assisted research summary: Sets obligations for a promoter in an initial offer of REIT securities and for the trustee concerning covenants, warranties, misleading or deceptive statements, and omissions in prospectuses or offering memoranda.

AI-assisted research summary: REIT manager remains liable for covenants, warranties, misleading statements, and omissions in prospectuses or offering memoranda made while it was the manager, even if it later ceases to be the manager.

AI-assisted research summary: Section 27 sets investor and trustee requirements for D-REITs: a D-REIT must have at least seven investors; a minimum free float of 25% must be held by investors not connected with the promoter or REIT manager (subject to paragraph 4 exception); the trustee must not register issues or transfers likely to breach the free-float requirement and may rely on a subscriber/transferee certification that they are not connected.

AI-assisted research summary: Trading is to a restricted minimum parcel size of one hundred thousand.

AI-assisted research summary: A trustee shall, in consultation with the REIT manager, appoint a structural engineer and have access at all times to the services of a structural engineer in relation to the REIT.

AI-assisted research summary: The trustee must, in consultation with the REIT manager, appoint a project manager certifier before entering into binding development or construction contracts for D‑REITs and applicable I‑REITs; the project manager certifier must report to the trustee and provide copies to the REIT manager, perform monitoring and cost reporting duties, and persons appointed must meet qualification/insurance requirements; with lender consent the trustee may appoint a person who also acts for the lender provided conflicts of confidentiality are waived.

AI-assisted research summary: Key rules on offers and composition of an I-REIT: minimum investors, trustee registration restrictions, and trustee reliance on certifications.

AI-assisted research summary: Where there is an unrestricted offer, it shall be listed on a market segment of a securities exchange approved by the Authority.

AI-assisted research summary: Transfers that occur as a consequence of death, insolvency, or other in specie transfers are listed as exceptions to limitations on transfers in the case of a restricted issue or offer.

AI-assisted research summary: A person proposing to offer or list REIT securities must appoint a transaction adviser.

AI-assisted research summary: When an issuer offers REIT securities to be listed, the issuer must appoint a note registrar; a registrar so appointed must comply with requirements prescribed by the Authority.

AI-assisted research summary: Persons must not issue advertisements for REIT offers without the Authority's prior written approval and a published prospectus that specifies a Kenyan address; REIT managers must submit conversion offering documents to the Authority for approval; the Authority is not liable for damages from prospectuses or offering memoranda it approves.

AI-assisted research summary: A prospectus or offering memorandum must not include a statement made by an expert if that expert is or has been engaged in the formation, promotion or management of the REIT scheme, or is connected with the promoter, trustee or REIT manager, unless limited written consent conditions are met.

AI-assisted research summary: The prospectus or offering memorandum must disclose specified financial-structuring measures (e.g., deferred fees, two classes of REIT securities, above-market tenancies), clearly set out those measures, identify implications of removal or expiry on yield and risk, and include a sensitivity table showing impacts.

AI-assisted research summary: Approval of a REIT prospectus or offering memorandum: the Authority may impose conditions; issuers and REIT managers must ensure supplemental or conversion documents meet paragraph (1) and Fourth Schedule requirements; the Authority may require extra information; the Authority limits liability.

AI-assisted research summary: A person must not make false, misleading or deceptive statements in a prospectus or offering memorandum, and must not omit information required by the Regulations; contravening paragraph (1) is an offence.

AI-assisted research summary: Section 39 empowers the Authority to restrain conduct, require removal or replacement of trustees or REIT managers, require trustees to sue for the benefit of REIT securities holders, impose future operational conditions, purchase or redeem REIT securities, apply to court to appoint a receiver or manager, and to direct receivers/managers' powers, compensation and asset recovery; it also prohibits a REIT scheme from altering trust deed or scheme documents inconsistent with such directions or orders without the Authority's approval.

AI-assisted research summary: Certain persons connected to a REIT prospectus or offering memorandum (including issuers, directors, named directors, acceptors of responsibility, offerors, directors of offeror bodies corporate, authorsizers and consenting experts) are liable to compensate for any untrue or misleading statement or for omissions required by the Act or these Regulations.

AI-assisted research summary: Certain persons connected to a REIT offering (managers, those involved in the issue/offer, and experts named in prospectuses or offering documents) must conduct due diligence by making reasonable inquiries and must believe on reasonable grounds that statements are not misleading, deceptive or material.

AI-assisted research summary: REIT managers must inform trustees of information outside the trustee's knowledge that requires disclosure; trustees must ensure REIT managers keep information updated and may obtain updates from relevant professionals; both trustee and REIT manager must comply with Authority requests; the supply obligation is additional to periodic reports under regulation 101 and listing requirements.

AI-assisted research summary: A trust deed for every real estate investment trust that applies for authorization as a scheme must comply with the First Schedule and provide for the appointment of a trustee to act as trustee of the real estate investment trust.

AI-assisted research summary: Specifies which entities are eligible to be appointed as trustees of a REIT and sets eligibility requirements (independence, licensing, independent audit, and minimum capital/reserves). The Authority may license other companies and may appoint or limit a secondary disposition trustee.

AI-assisted research summary: Trustees of a REIT must perform duties in accordance with the trust deed, scheme documents and the Regulations; act honestly and as fiduciaries in beneficiaries' best interests; maintain and protect trust assets; ensure filings and registrations; supervise and if necessary appoint or remove the REIT manager; invest and apply income in accordance with governing documents; and must not misuse confidential information. The trustee also has power to issue valid receipts for sale proceeds, where permissible by law.

AI-assisted research summary: The trustee must follow instructions from the REIT manager unless doing so would cause the trustee to breach a duty under the scheme documents, trustee law, the Capital Markets Act, or these Regulations.

AI-assisted research summary: A trustee must notify the Capital Markets Authority and REIT securities holders at least twenty eight days before changing its address, registered office, or permanent place of business in Kenya.

AI-assisted research summary: The provision addresses "any failure by the trustee ... to perform its obligations" (liability for a trustee's failure to perform obligations).

AI-assisted research summary: The trustee is exempt from taking action in respect of REIT assets where the trustee has called a meeting of the beneficiaries or a class of beneficiaries.

AI-assisted research summary: The trustee must prepare and maintain a register of REIT securities holders in a manner approved by the Capital Markets Authority; the trustee may appoint another person to maintain the register with the Authority's prior written approval.

AI-assisted research summary: A trustee may not resign unless a replacement eligible trustee is appointed; if intending to resign the trustee must give at least three months' written notice to the Authority, the REIT manager and REIT securities holders, state reasons, negotiate with alternatives, call and pay for a meeting to pass a special resolution, obtain consents and Authority approval, and may apply to Court to appoint a replacement (at the trustee's expense).

AI-assisted research summary: Section 52 sets rules for removal and replacement of a trustee: scheme documents must provide for removal/replacement; the Authority must approve removals except when the Court orders removal; REIT holders may approve replacements by special resolution where not court-ordered or Authority-approved; REIT managers must give notice and follow procedures including a three-month notice requirement before removing under paragraph (9); the REIT manager may recover related costs from trust assets and replacement trustees may claim against replaced trustees.

AI-assisted research summary: Requires notification immediately upon becoming aware of any matter or failure, act or omission by the REIT manager or any other party involved in a real estate investment trust scheme that constitutes a breach of the Act, these Regulations or the scheme documents.

AI-assisted research summary: Section 54 allows the Authority to authorize a REIT scheme to be self-managed by a wholly owned company on application by the trustee, requires trustee and REIT holders to approve the company's appointment for such authorization, and restricts a REIT manager from managing more than one scheme unless Authority approval is obtained.

AI-assisted research summary: The trustee must appoint a REIT manager with prior approval of the Capital Markets Authority; REIT managers must meet specified qualifications (company incorporated in Kenya, minimum paid up capital of ten million shillings, independently audited, able to manage and implement scheme objectives or demonstrate access to required skills). Companies may not operate as REIT managers unless licensed. REIT managers may appoint property managers with trustee approval and are responsible for and must supervise them. In certain self-managed schemes trustees appoint and may remove directors; where associated with a promoter the board must include at least two independent directors with one as Chairperson.

AI-assisted research summary: The REIT manager must perform specified duties for the REIT scheme, including acting in the best interests of REIT securities holders, exercising due diligence and care, maintaining separate fund property, keeping proper accounts and records, establishing risk management systems, and accounting for losses caused by failure to exercise required care.

AI-assisted research summary: REIT managers must only manage the scheme for which they are appointed; if they intend to manage more than one scheme they must apply to the Authority for approval.

AI-assisted research summary: A REIT manager must deal at arm's length and transparently, must not act in ways that cause unnecessary cost or risk to the fund, and must comply with regulation 118 when intending to transact with a connected person.

AI-assisted research summary: A REIT manager must notify the Capital Markets Authority and REIT securities holders at least twenty eight days before changing its address, registered office or permanent place of business.

AI-assisted research summary: An aREIT manager must supply the trustee, on request, with information about administration of the fund, the real estate investment trust and the scheme as the trustee may reasonably require.

AI-assisted research summary: The Capital Markets Authority must approve any removal and replacement of a REIT manager, subject to specified conditions; the REIT manager must bear replacement costs.

AI-assisted research summary: Section 64 states that investments and objectives of an I-REIT must comply with the Capital Markets Act and these Regulations.

AI-assisted research summary: Section 65 sets eligibility and income requirements for an I-REIT, including allowable investments and rules on timing and diversification (e.g. an I-REIT must invest at least 75% of net asset value in income-producing real estate within two years; trustees and REIT managers must invest in accordance with the Regulations; diversification limit of not more than 5% exposure to any one issuer with specified exceptions).

AI-assisted research summary: If a real-estate investment required by regulation 65(4) is not completed within 180 days, the trustee must, within 14 days after the expiry of the investment period, refund all monies paid into the fund by investors including any interest or earnings, without deductions except those required by law.

AI-assisted research summary: Trustee must not contract disposals exceeding 50% of total assets (except for winding up); REIT manager must not recommend, and trustee must not enter, certain high/low price transactions or binding penalty-bound contracts related to paragraph (1) unless holders approve as required.

AI-assisted research summary: I-REITs must not hold partial ownership of real estate assets; real estate acquired on freehold must be wholly owned and controlled by the trustee who shall exercise all ownership rights without interference; leasehold real estate must grant the trustee sole lessee rights subject to lease terms and lessor rights; investments in other I-REITs' shares or REIT securities (non-investee companies/trusts) are limited to 10% of total asset value.

AI-assisted research summary: An I-REIT must, in each financial year after the second anniversary of its authorization, earn at least seventy percent of its income from rent, licence fees, access or usage rights or similar income from eligible investments in income-producing real estate.

AI-assisted research summary: The total acquisition value of land plus construction costs under construction must not exceed fifteen percent of the total asset value.

AI-assisted research summary: Trustees may borrow and provide security for I-REITs subject to limits: total borrowings must not exceed 35% of total asset value (with an exception for rolling/refinancing), and trustees may, with unit-holder approval, temporarily borrow up to 40% for up to six months; trustees must ensure borrowing or security is not prejudicial to unit-holders; failure to comply is not an offence.

AI-assisted research summary: Sets how I-REIT distributions may be made: the REIT manager must recommend and the trustee may make distributions only from realized gains, realized income or cash surplus to investment needs; trustees must (subject to scheme documents) distribute at least 80% of net after-tax income within four months after year end, with conditions on calculations, audits, meetings to approve lower distributions, disclosure and solvency tests; the Authority may revoke authorisation and holders may take action subject to scheme documents.

AI-assisted research summary: REIT managers or trustees may distribute realized capital gains, may retain and invest them in income-producing real estate, and specific timelines require distribution if not invested within two years; trustees' failure to make a minimum distribution does not constitute an offence; REIT holders and the Authority have remedies and powers under specified conditions.

AI-assisted research summary: Promoter must retain at least 20% of net asset value in the I-REIT for the first year from the later of the offer close or first listing and the date of transfer; promoter may not sell during a lock-in period except on death or insolvency; staged reductions require 10% in the first year and 0% by the second anniversary; trustee must not register transfers that would breach minimum holding requirements.

AI-assisted research summary: A D-REIT's investments must be relevant, appropriate and consistent with the trust's and scheme's investment objectives as set out in the offering memorandum and scheme documents.

AI-assisted research summary: Section 76 sets eligibility and structural requirements for D-REIT investments, including who may hold and manage investee entities, duties of the trustee and REIT manager to invest only under the Regulations, a spreading limit where not more than five percent of total asset value may be exposed to any one issuer, offering memorandum requirements including vesting and a 180-day registration deadline, and that the trustee has the power to appoint and remove directors without liability.

AI-assisted research summary: If a D-REIT fails to invest in real estate within 180 days, the Authority may consider the REIT manager's report, consider implications for holders, extend the registration period (and its length), require that all monies and any interest or earnings be refunded within 14 days of the meeting, and decide what other action the trustee or REIT manager should take; failure by the promoter, trustee or REIT manager to call the required meeting or to refund monies within the specified period is an offence.

AI-assisted research summary: Trustees and REIT managers must obtain REIT securities holders' approval before certain acquisitions or disposals that exceed specified price or asset-value thresholds; trustees are prohibited from entering large disposals without ordinary resolution approval and REIT managers must not recommend certain penalised contracts without such approval.

AI-assisted research summary: Trustees must wholly own freehold real estate from acquisition and must hold sole lessee rights on leasehold real estate from lease commencement; D-REITs must not invest more than ten percent of total asset value in certain property company shares or REIT securities.

AI-assisted research summary: Construction and development activities by aD-REIT.

AI-assisted research summary: Sets maximum aggregate borrowings for a D-REIT at 60% of total asset value, allows temporary borrowing up to 75% with security-holders' ordinary resolution for up to six months, permits trustees to provide security and to borrow in limited circumstances, and states non-compliance is not an offence; also describes consequences including possible reclassification for tax and actions by security-holders and the Authority.

AI-assisted research summary: Trustee must make income distributions following the REIT manager's recommendations and scheme documents; trustee may require an audit if distributions are proposed other than annually; trustee must call a meeting to approve a lower distribution if the recommended level is not in holders' interests; after distribution the D-REIT must be able to pay liabilities and not adversely affect asset preservation; the REIT manager must disclose calculation basis and report the proposal under continuing disclosure requirements.

AI-assisted research summary: REIT managers may recommend and trustees may distribute realized capital gains; gains not invested within two years must be distributed to REIT securities holders within two months after that two-year period; D-REITs may cease REIT tax classification; holders may sue trustee or manager; the Authority may revoke authorizations.

AI-assisted research summary: Promoter who transfers real estate to a D-REIT must retain at least 10% of NAV for two years; promoter may not sell/transfer held REIT securities during the lock-in except on death or insolvency; after two years promoter may reduce holding to 0%; trustee must not register transfers that would reduce promoter below the minimum.

AI-assisted research summary: A REIT manager of a D-REIT may apply to the Authority to convert the D-REIT into an I-REIT; conversion requires Authority approval of a conversion prospectus or offering memorandum, trustee approval, a special resolution, amended scheme documents, demonstration of eligible assets, and certain lease or income-producing conditions.

AI-assisted research summary: Sets requirements for converting between open/closed/restricted/unrestricted REITs: trustee approval and a special resolution, scheme-document amendments, filing and approval of a conversion offering memorandum or prospectus with the Authority and distribution to holders, and application treated as subject to Regulations 17 and 37.

AI-assisted research summary: A REIT manager must not issue any advertisement for the scheme unless the advertisement's contents have been approved by the trustee and the Authority.

AI-assisted research summary: The provision states that a forecast of a REIT's performance must not be included in advertisements, prospectuses, or offering memoranda, and that publishing a prospective yield is not a forecast.

AI-assisted research summary: Altering REITs documentation requires a special resolution of REIT securities holders and prior approval of the Authority; alterations must also meet specified conditions (compliance with fiscal/statutory requirements, not materially prejudicing holders, not releasing certain parties from liability, not increasing costs payable from trust assets, or correcting manifest errors).

AI-assisted research summary: The trustee must notify and provide a compliance report to the Authority when it becomes aware of any failure, act or omission that constitutes or may constitute a breach, and report steps taken to rectify the breach as soon as possible.

AI-assisted research summary: Requires notification and a compliance report by the REIT manager; defines 'compliance officer' and 'REIT manager'.

AI-assisted research summary: An auditor must notify the trustee and the Capital Markets Authority within seven days of becoming aware of any failure, act or omission by specified parties that may breach the Act, the Regulations or the scheme documents, and report steps taken or recommended to rectify the breach.

AI-assisted research summary: The Authority (the Capital Markets Authority) must make available for public inspection, as soon as possible after filing, all reports, notifications and continuing disclosure documents submitted to it that relate to a real estate investment trust or scheme.

AI-assisted research summary: Trustees are to be paid an annual fee charged to the fund (which may be paid in instalments); trustees have first priority to payment of those fees and expenses out of the fund; scheme documents must provide for payment of fees in accordance with the Regulations.

AI-assisted research summary: The REIT manager is remunerated by an annual fee charged to the fund.

AI-assisted research summary: Fees payable to a REIT manager shall be deferred at the rate otherwise payable.

AI-assisted research summary: Trustee must call a meeting of REIT securities holders if it believes a proposed material fee increase or change in fee calculation by the REIT manager is not fair and reasonable; at that meeting the trustee must require the REIT manager to justify the increase; the REIT manager must not implement an increase or change the fee basis unless approved by an ordinary resolution of the holders.

AI-assisted research summary: Section 94 sets a three-year term for a REIT manager with reappointment possible for terms not exceeding three years; reappointment requires approval by an ordinary resolution of REIT securities holders; the REIT manager shall not be paid additional fees or penalties as a consequence of not being reappointed.

AI-assisted research summary: The trustee and auditor must review and only allow legitimate expenses charged to the fund; the REIT manager's expected service overheads shall not be charged to the fund; the trustee is entitled to reimbursement by the fund of costs reasonably incurred in performing trustee duties.

AI-assisted research summary: The trustee and the REIT manager must keep proper books, records and accounts for the fund, the scheme and the real estate investment trust in accordance with the law and IFRS.

AI-assisted research summary: Provide such assistance as the auditor may reasonably require to discharge its duties.

AI-assisted research summary: Trustee must appoint an independent auditor to audit, at least annually, the REIT's accounts and financial statements; the auditor must report on compliance; the Authority may appoint an auditor for a special audit if the trustee fails to appoint or the appointed auditor is unsuitable.

AI-assisted research summary: If an auditor is removed under paragraph (1), the trustee must appoint another auditor in its place in accordance with the Regulations.

AI-assisted research summary: Notify the Capital Markets Authority and the REIT manager within seven days of the removal or appointment of an auditor.

AI-assisted research summary: REIT managers must prepare and present semi-annual and annual reports (including accounts) to the trustee; reports must be submitted for trustee approval, provide necessary information to investors, follow IFRS/Act/Regulations, and carry required certifications and signatures.

AI-assisted research summary: The REIT Manager, any property manager and any other person appointed by the REIT manager or trustee must provide the trustee (and persons the trustee appoints) with information, assistance and access to information and data necessary to prepare reports and accounts.

AI-assisted research summary: Submission of reports to the Authority and REIT securitiesholders: first half-year reports and accounts within thirty days of the end of the half year; annual report and audited accounts within three months of the end of the financial year.

AI-assisted research summary: Requires a statement of the source and nature of the distribution.

AI-assisted research summary: Section title: "Acquisition frompromoterand connected parties"; mentions "the promoter ("a person who–")" and the scheme described as "a real estate investment trust scheme;"

AI-assisted research summary: Section 110 requires holders of REIT securities to approve certain acquisitions or disposals by ordinary resolution when consideration exceeds specified percentages; during an initial offer the REIT manager must comply with paragraphs 1(a) and 1(b) and is not required to comply with paragraphs 1(c) or 1(d).

AI-assisted research summary: Rules on appointment, qualifications and conduct of valuers for REIT schemes, including trustee duties to replace valuers and valuer duties to declare independence and insurance.

AI-assisted research summary: A valuer must not hold REIT securities in an investment scheme for which it has been appointed to act as valuer.

AI-assisted research summary: Requires valuers to disclose assessments used in valuations and requires the REIT manager to value certain cash-like and listed assets daily and report those valuations to the trustee each working day (unless a specialist valuer is appointed).

AI-assisted research summary: Valuers must be paid a pre-determined annual fee (subject to paragraph (3) and applicable valuation-fees law). The trustee and the REIT manager must not charge a separate or additional fee for carrying out a valuation.

AI-assisted research summary: Section 115 lists grounds on which a valuer may be removed (including ceasing to be qualified, insolvency, trustee or REIT manager concerns, an ordinary resolution by REIT securities holders, or contravention of scheme documents/Act/Regulations) and sets procedural requirements for removal meetings, including at least seven days notice to the Authority, opportunity for the valuer to be heard, and consideration of trustee and REIT manager recommendations.

AI-assisted research summary: If a valuer retires before the end of a three-year term, the valuer must provide the Capital Markets Authority with the reasons for the retirement.

AI-assisted research summary: The Authority may appoint a valuer; trustees, REIT managers, property managers and valuers must provide documents and assistance to the Authority and appointed valuers; trustees must pay the Authority's valuation costs from REIT assets.

AI-assisted research summary: Defines connected party transactions for REITs and sets requirements including valuation by a valuer, interest rate comparators for deposits and borrowings with connected parties, prior approval and disclosure obligations, prohibition on connected persons voting, and aggregation disclosure in the next semi-annual or annual REIT report.

AI-assisted research summary: The trust deed and any supplemental deeds of the real estate investment trust are to be made available for inspection.

AI-assisted research summary: New or additional REIT securities must be offered to existing holders pro rata; issues otherwise are limited so that such non-pro rata issues in the previous twelve months do not exceed twenty percent of REIT securities on issue at the start of that period.

AI-assisted research summary: The Capital Markets (Corporate Governance) (Market Intermediaries) Regulations shall apply to trustees of REITs and REIT managers as market intermediaries, with necessary modifications.

AI-assisted research summary: Scheme documents must provide for calling meetings of REIT securities holders, the promoter and connected persons must not vote on resolutions involving them, and the Authority must receive prior notification before circulation of notices.

AI-assisted research summary: Appoint a Shariah adviser before any offer or issue and ensure a substitute is appointed if the adviser resigns; the Shariah adviser must prepare and submit compliance reports to the trustee; the trustee must request reports on acquisitions or disposals; the trustee and REIT manager must consult the Shariah adviser and set up reporting to meet disclosure obligations.

AI-assisted research summary: If a scheme is an unrestricted listed I-REIT, the Capital Markets (Take-Overs and Mergers) Regulations, 2002 apply to that scheme as if the I-REIT were a listed public company.

AI-assisted research summary: An application for a licence to operate as a REIT manager or as a trustee of a real estate investment trust scheme shall be submitted to the Authority in duplicate in Form 3 set out in the Eighth Schedule.

AI-assisted research summary: Applicants for licensing as a REIT trustee or REIT manager must submit specified incorporation, governance, financial, personnel, premises, auditor and reference documents; directors, CEOs and managers must be fit and proper for their positions.

AI-assisted research summary: Sets minimum shareholders' funds and capital requirements for REIT managers and trustees, liquidity and borrowing limits, and restrictions on advancing paid-up capital or loans to directors or associates.

AI-assisted research summary: REIT managers and trustees must keep specified business and REIT records indefinitely; certain records of REIT securities holders must be preserved and produced to the Authority for seven years; the trustee and the Authority have power to inspect the records from time to time without notice.

AI-assisted research summary: Trustees and REIT managers must comply with the Capital Markets Act and Regulations; failure to comply may lead the Authority to revoke a licence.

AI-assisted research summary: REIT manager and trustee must submit half-yearly financial performance reports within 30 days of each half-year end and audited annual accounts within three months after the financial year end; the Authority may require other reporting forms.

AI-assisted research summary: Regulations 51 to 55B of the Capital Markets (Licensing Requirements) (General) Regulations, 2002 apply to a trustee or REIT manager licensed under these Regulations as if they were licensed under the Capital Markets (Licensing Requirements) (General) Regulations, 2002, with necessary modifications.

AI-assisted research summary: The Public Offers Regulations apply to offers, listing and disclosure for REIT securities, with necessary modifications.

AI-assisted research summary: The fees set out in the Ninth Schedule apply to a real estate investment trust where not provided for in the Act.